Western Forest Products Closes Secondary Offering

Brookfield Special Situations Management Limited, a wholly owned subsidiary of Brookfield Asset Management completed a bought deal secondary offering of 39,050,597 non-voting shares and 6,949,403 common shares (Offered Shares) of Western Forest Products Inc. (Western) at an offering price of $1.98 per Offered Share for aggregate gross proceeds to Brookfield of approximately $91 million.

The underwriters included Scotiabank, CIBC World Markets Inc., RBC Dominion Securities Inc., TD Securities Inc., Raymond James Ltd., BMO Nesbitt Burns Inc., HSBC Securities (Canada) Inc., National Bank Financial Inc., MGI Securities Inc., and Salman Partners Inc.

Closing of the offering included the full exercise of the over-allotment option granted to the underwriters. On closing of the offering, all non-voting shares forming part of the Offered Shares were converted, on a one-for-one basis, into common shares of Western, representing approximately 10 per cent of the issued and outstanding Common Shares on a non-diluted basis after giving effect to the offering.

Following completion of the offering, Brookfield holds no non-voting shares and 163,012,474 common shares, representing approximately 42 per cent of the issued and outstanding common shares of Western on a non-diluted basis.

Western is an integrated Canadian forest products company and the largest coastal British Columbia woodland operator and lumber producer. Principal activities conducted by Western include timber harvesting, reforestation, sawmilling logs into lumber and by-products and value-added remanufacturing.

Western was represented by Davis LLP with a team that included David Reid, Ruby Chan, Melissa Mitchell, Robert Seidel and Marc Philibert (corporate and securities) and Paul Lailey (tax). Western's special committee was represented by Davies Ward Phillips & Vineberg LLP with a team that included Sarbjit Basra and Peter Hong (corporate and securities). Brookfield was represented by Karrin Powys-Lybbe (corporate and securities) of Torys LLP.

The underwriters were represented by Goodmans LLP with a team that included Lawrence Chernin, Bill Gorman, Caroline Wang and Sondra Rebenchuk (corporate and securities) and Ken Saddington (tax).